TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo August 11, 2020 Hassan Baqar Chief Financial Officer FG New America Acquisition Corp. 105 S. Maple Street Itasca, Illinois 60143 Re: FG New America Acquisition Corp. Draft Offering Statement on Form S-1 Submitted July 22, 2020 CIK No. 0001818502 Dear Mr. Baqar: We have reviewed your draft registration statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing the information you provide in response to this comment and your amended draft registration statement or filed registration statement, we may have additional comments. Draft Offering Statement on Form S-1 submitted July 22, 2020 Exclusive forum for certain lawsuits, page 131 1. Please revise your disclosure to address any uncertainty as to whether a court would enforce the federal forum provision in connection with a claim under Section 22 of the Securities Act. Please note that Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. Currently, your disclosure only addresses the question of enforceability of the provision as it relates to proceedings required to be brought in the Court of Chancery. Hassan Baqar FG New America Acquisition Corp. August 11, 2020 Page 2 You may contact Ruairi Regan at 202-551-3269 or Pam Long at 202-551-3765 if you have any questions. Sincerely, FirstName LastNameHassan Baqar Division of Corporation Finance Comapany NameFG New America Acquisition Corp. Office of Real Estate & Construction August 11, 2020 Page 2 cc: Elliott Smith, Esq. FirstName LastName